Allocation of Profits or Losses Sample Clauses

Allocation of Profits or Losses. Except as may be required by the Internal Revenue Code of 1986, as amended, each item of income, gain, profit, loss, deduction or credit to the Company shall be allocated among its Members in proportion to the number of Units held by each Member.
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Allocation of Profits or Losses. At all times while there is more than one Member, profits or losses shall be allocated to the Members in accordance with the percentage interests, except as otherwise provided herein.
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Allocation of Profits or Losses. Profits or Losses shall be allocated as follows: (i) Losses shall be allocated (1) first, to and among those persons having positive balances in their capital accounts in proportion to and to the extent of such positive balances; and (2) any remaining Losses shall be allocated to and among the Class A Member and Class B Member in proportion to their Units; and (ii) Profits shall be allocated (1) first, to and among those persons having deficit balances in their capital accounts, in proportion to and to the extent of such deficit balances; (2) second, to and among the Class A Members and Class B Members in an amount which is necessary to increase their capital account balances to the amount of their Invested Capital; (3) third, to the Class A Members the accrued but unpaid portion of their Preferred Return; (4) fourth, eighty percent (80%) to the Class A Members and twenty percent (20%) to the Class B Members. (iii) For purposes of the allocation of Profits, if any, pursuant to this Section 6(d), the portion of such Profits, if any, constituting a recapture of ordinary income shall be allocated among the Members in the same ratio as the deductions with respect to such recapture were allocated to the Members or their predecessors in interest. (iv) Notwithstanding anything to the contrary in this Section 6, if, upon a sale of a Company asset and after all other allocations provided for in this Section 6 have been tentatively made as if this Section 6(b)(iv) were not in this Agreement, the Capital Account of each Member is not equal to the amount that would be distributed to such Member pursuant to Section 6(c), then Profits and Losses for the fiscal year in which a sale of such asset takes place shall be allocated among the Members in a manner such that Capital Account of each Member immediately after giving effect to such allocation is, as nearly as possible, equal (proportionately) to the amount of the distributions that would be made to such Member pursuant to Section 6(c). 3
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Allocation of Profits or Losses. Profits or Losses shall be allocated among the Part- ners as follows: (1) Profits and Losses shall be allocated to the Members in proportion to their Units. (2) For purposes of the allocation of Profits, if any, pursuant to this Section 6(c), the portion of such Profits, if any, constituting a recapture of ordinary income shall be allocated among the Members in the same ratio as the deductions with respect to such recapture were allocated to the Members or their predecessors in interest.
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Allocation of Profits or Losses. A. The Profits or Losses for each fiscal year of the Partnership (or portion thereof) during the term of this Agreement for any period beginning on or after the First Admission Date shall, except as provided in Sections 4.2F and 4.3G, be allocated as follows: (i) Profits shall be allocated, with respect to any such fiscal period, such that the General Partner, each of the Associate Limited Partners and ML Real Estate Associates II shall be allocated Profits equal to the amount of Cash Flow actually distributed to each of them, respectively, for such fiscal period (without taking into account any distribution made pursuant to the last paragraph of Section 4.1), except that in all events the General Partner shall be allocated at least 1% of Profits, and the Holders (other than ML Real Estate Associates II) shall be allocated the remaining Profits and (ii) Losses shall be allocated, with respect to any such fiscal period, 1% to the General Partner, 1% to the Associate Limited Partners (collectively) and 98% to the Holders, except that, if ML Fungibility is achieved as provided in Section 4.3G, then with respect to any fiscal period which commences on or after the date on which Interests are first listed and quoted or reported pursuant to an election made by the General Partner under Section 5.5J(i)(a), for the purpose of allocating Profits under clause (i) above, ML Real Estate Associates II shall not be allocated Profits equal to the amount of Cash Flow actually distributed to it but instead shall be treated for such purpose as a Holder (other than ML Real Estate Associates II). The Profits of the Partnership for each fiscal year of the Partnership (or portion thereof) during the term of this Agreement for any period ending prior to the First Admission Date shall, except as provided in Section 4.2F, be allocated 1% to the General Partner, 98% to the Associate Limited Partners (collectively), and 1% to the Initial Limited Partner and (commencing on its acquisition of a Partnership interest under Section 3.3G) ML Real Estate Associates II, and the Losses of the Partnership for each such fiscal year (or portion thereof) shall be allocated 70% to the General Partner, 29% to the Associate Limited Partners (collectively), and 1% to the Initial Limited Partner and (commencing on its acquisition of a Partnership interest under Section 3.3G) ML Real Estate Associates II. Such Profits or Losses shall be determined on the basis of an interim closing of the Partnership'...
Sample 1
Allocation of Profits or Losses. After giving effect to the special allocations set forth in Section 12.6 and Section 12.7 below, for each fiscal year, Profits or Losses shall be allocated as follows: (a) Profits shall be allocated: (i) first, among Holders for each fiscal year until the Profits allocated to each Holder equals the cumulative Losses previously allocated to the Holder pursuant to Section 12.5(b)(ii) below reduced by all prior allocations to the Holder under this Section 12.5(a)(i) and in the same ratio; (ii) next, among Holders for each fiscal year until the Profits allocated to each Holder equals the cumulative Losses previously allocated to the Holder pursuant to Section 12.5(b)(i) below reduced by all prior allocations to the Holder under this Section 12.5(a)(ii) and in the same ratio; (iii) thereafter, pro rata among the Holders in accordance with the Residual Sharing Ratios. (b) Losses shall be allocated: (i) first, subject to the provisions of Section 12.10 below, one hundred percent (100%) to the Class B Holders in accordance with their Class B Sharing Ratios and Class A Holders in accordance with the Class A Sharing Ratios (and as among each class based upon the aggregate outstanding Adjusted Investment from time to time) until aggregate Losses allocated per this Section 12.5(b)(i) equal their Adjusted Investment; (ii) thereafter, among the Holders, pro rata who bear the risk of loss with respect to the Losses in accordance with the Regulations.
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Allocation of Profits or Losses. The net profits or net losses of the Partnership (including profits and losses from operations, gains and losses from sale or other disposition of Partnership property and assets and all other items of profit and loss whatsoever) for each fiscal year shall be allocated among the Partners in the proportions that the value of their respective Capital Contributions bear to the aggregate value of the assets held by the Partnership for such fiscal year (“Pro-Rata Share”). For Federal and State income tax purposes, the distributive share of each Partner in the Partnership’s taxable income or loss for any fiscal year, and of any other item of income, gain, loss, deduction or credit, shall be the same as its respective share in the net profits or net losses of the Partnership for such year. Notwithstanding the provisions of this section, Limited Partners will not be liable for any Partnership debts or losses beyond the amounts to be contributed by them pursuant to section 3.01 of this Agreements. With respect to any property contributed to the Partnership by a Partner, income, gain, loss, and deduction with respect to such property shall be allocated solely for federal income tax purposes among the Partners. in accordance with section 704(c) of the Code and the Regulations promulgated thereunder so as to take into account any variation between the adjusted basis of such property to the Partnership for federal income tax purposes and the fair market value of such property at the time of such contribution and to take into account any gain or loss recognized by a contributing Partner with respect to any distribution of such property by the Partnership.
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Allocation of Profits or Losses. The net profits or net losses of the Partnership (including profits and losses from operations, gains and losses from sale or other disposition of Partnership property and assets and all other items of profit and loss whatsoever) for each fiscal year shall be allocated among the Partners in the proportions of their respective Partnership Percentages for such fiscal year. For Federal and State income tax purposes, the distributive share of each Partner in the Partnership’s taxable income or loss for any fiscal year, and of any other item of income, gain, loss, deduction or credit, shall be the same as his, her or its respective share in the net profits or net losses of the Partnership for such year.
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Allocation of Profits or Losses. DISTRIBUTIONS
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Related to Allocation of Profits or Losses

  • Allocation of Profit or Loss All Profit or Loss shall be allocated to the Member.

  • Allocation of Profits and Losses The Company’s profits and losses shall be allocated to the Member.

  • Allocation of Profits Profits for any Year shall be allocated in the following order and priority: (i) First, to any Partner who was allocated Losses after the Capital Account of any other Partner was reduced to zero (0), to the extent of such Losses; provided, however, that in the event that the foregoing applies to more than one Partner, to those Partners pro rata according to the amount of such Losses allocated to each; and (ii) Second, to the Partners in accordance with their relative Percentage Interests.

  • Allocation of Profits and Losses Distributions Profits/Losses. For financial accounting and tax purposes, the Company's net profits or net losses shall be determined on an annual basis and shall be allocated to the Members in proportion to each Member's relative capital interest in the Company as set forth in Schedule 2 as amended from time to time in accordance with U.S. Department of the Treasury Regulation 1.704-1.

  • Allocations of Profits and Losses Except as otherwise provided in this Agreement, Profits and Losses (and, to the extent necessary, individual items of income, gain or loss or deduction of the Partnership) shall be allocated in a manner such that the Capital Account of each Partner after giving effect to the Special Allocations set forth in Section 5.05 is, as nearly as possible, equal (proportionately) to (i) the distributions that would be made pursuant to Article IV if the Partnership were dissolved, its affairs wound up and its assets sold for cash equal to their Carrying Value, all Partnership liabilities were satisfied (limited with respect to each non-recourse liability to the Carrying Value of the assets securing such liability) and the net assets of the Partnership were distributed to the Partners pursuant to this Agreement, minus (ii) such Partner’s share of Partnership Minimum Gain and Partner Nonrecourse Debt Minimum Gain, computed immediately prior to the hypothetical sale of assets. For purposes of this Article V, each Unvested Unit shall be treated as a Vested Unit. Notwithstanding the foregoing, the General Partner shall make such adjustments to Capital Accounts as it determines in its sole discretion to be appropriate to ensure allocations are made in accordance with a partner’s interest in the Partnership.

  • Allocation of Profit and Loss Section 5.01 of the Partnership Agreement is hereby deleted in its entirety and the following new Section 5.01 is inserted in its place:

  • Allocation of Net Profits and Net Losses As of the last day of each Fiscal Period, any Net Profits or Net Losses for the Fiscal Period shall be allocated among and credited to or debited against the Capital Accounts of the Members in accordance with their respective Investment Percentages for such Fiscal Period.

  • Net Losses After giving effect to the special allocations set forth in Section 6.1(d), Net Losses for each taxable period and all items of income, gain, loss and deduction taken into account in computing Net Losses for such taxable period shall be allocated as follows: (i) First, 2% to the General Partner, and 98% to the Unitholders, Pro Rata, until the aggregate Net Losses allocated pursuant to this Section 6.1(b)(i) for the current taxable year and all previous taxable years is equal to the aggregate Net Income allocated to such Partners pursuant to Section 6.1(a)(iii) for all previous taxable years, provided that the Net Losses shall not be allocated pursuant to this Section 6.1(b)(i) to the extent that such allocation would cause any Unitholder to have a deficit balance in its Adjusted Capital Account at the end of such taxable year (or increase any existing deficit balance in its Adjusted Capital Account); (ii) Second, 2% to the General Partner, and 98% to the Unitholders, Pro Rata; provided, that Net Losses shall not be allocated pursuant to this Section 6.1(b)(ii) to the extent that such allocation would cause any Unitholder to have a deficit balance in its Adjusted Capital Account at the end of such taxable year (or increase any existing deficit balance in its Adjusted Capital Account); (iii) Third, the balance, if any, 100% to the General Partner.

  • PROFITS/LOSSES For financial accounting and tax purposes, the Company's net profits or net losses shall be determined on an annual basis and shall be allocated to the Members in proportion to each Member's relative capital interest in the Company as set forth in Schedule 2 as amended from time to time in accordance with U.S. Department of the Treasury Regulation 1.704-1.

  • Profits and Losses Distributions Until the admission of additional Members, the Original Member shall be entitled to all allocations of LLC profits and losses and to allocations of distributions.

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